Barnes & Noble Education to receive $95M of new capital
Barnes & Noble Education (BNED) announced that it has entered into a definitive agreement with Immersion Corporation (IMMR) and certain of the company's existing shareholders and strategic partners, on the terms of new equity and refinancing transactions that will strengthen BNED's long-term financial position. Upon close, which is expected in June 2024: BNED will receive gross proceeds of $95M of new equity capital through a $50M new equity investment led by Immersion and a $45M fully backstopped equity rights offering; the transactions are expected to infuse approximately $75M of net cash proceeds after transaction costs. The company's existing second lien lenders, affiliates of Fanatics, Lids, and VitalSource Technologies, will convert approximately $34M of outstanding principal and any accrued and unpaid interest into BNED common stock; and the company has received commitments to refinance its existing asset backed loan facility, pursuant to an agreement with its first lien holders, providing the company with access to a $325M facility maturing in 2028. The refinanced ABL Facility will meaningfully enhance BNED's financial flexibility and reduce its annual interest expense. Through the Rights Offering, BNED plans to issue up to 900,000,000 shares of its Common Stock at a cash subscription price of 5c per share. In the Rights Offering, BNED will distribute to each holder of its Common Stock on the record date one non-transferable Right, for every share of Common Stock owned by such holder on the record date, and each Subscription Right will entitle the holder to purchase the number of shares of Common Stock determined by dividing 900,000,000 by the total number of shares of Common Stock outstanding on the record date. Each holder that fully exercises their Subscription Rights will be entitled to Over-Subscription Rights to subscribe for additional shares of Common Stock that remain unsubscribed as a result of any unexercised Subscription Rights, which allows such holder to subscribe for additional shares of Common Stock up to the number of shares purchased under such holder's basic Subscription Right at 5c per share. Pursuant to the terms and conditions of the Purchase Agreement, if any Subscription Rights rem
